Clearbridge BioMedics, a spin-off company from NUS and MIT, specialises in novel platforms with applications in oncology research and diagnostics.

Clearbridge BioMedics Pte. Ltd. (the “Investee”) specialises in novel platforms with applications in oncology research and diagnostics. It is a spin-off from the National University of Singapore (NUS) / SMART Massachusetts Institute of Technology (MIT) and is the first incubatee of Clearbridge Accelerator, a high-technology incubator backed by the Singapore Government’s National Research Foundation (NRF).

Utilising patented award-winning microfluidic technologies, Clearbridge BioMedics aims to provide the next generation of non-invasive liquid biopsy approaches for cancer screening, diagnosis, staging, personalized medicine and treatment monitoring. Using a simple standard blood sample, the ClearCell® FX1 System by ClearBridge BioMedics enable medical professionals to precisely detect the evolution of circulating tumour cells (CTC). This is achieved through a proprietary rare cell enrichment system that enrich cancer cells from a liquid biopsy. Understanding the dynamic and complex nature of cancer cell mutation is critical for the creation of a precise, tailored treatment and proactive monitoring. Headquartered in Singapore, ClearBridge BioMedics currently have customers across Asia, Europe and North America.

With patented technologies, top-tier partnerships, regulatory certification such as CE-IVD in Europe, CFDA in China and the recently awarded FDA Class 1 Medical Device in the United States – Clearbridge BioMedics is well positioned to lead in clinical research and enable game-changing cancer diagnostics.

Clearbridge BioMedics is an associate company of Clearbridge Health Ltd. (“CBH”) which was listed in the SGX on 18th Dec 2017. Clearbridge Health Ltd. has a market capitalization of $134.7 million ($0.28 per share) upon listing. Clearbridge Health’s market capitalization as of 1st June 2018 is $208 million ($0.42 per share).

Clearbridge BioMedics (“CBB”) is currently doing a Series C Pre-IPO fund raising with the intention of going through a listing on SGX Catalist in 4Q 2018. The current market valuation for CBB in this round is expected to be S$45 million. The projected market valuation for IPO is $99 million [1]. Prior to Series C funding, CBB has successfully raised around $27.8 million from investors.

With the commercially ready ClearCell® FX1 System in place as well as the establishment of the various R&D and global distribution agreements, Clearbridge BioMedics will be applying for a listing on SGX Catalist in 4Q 2018. CBB currently has 2 IPO mandates on offer from two Full Sponsors for the Catalist Board, and they will be executing with one of the sponsors after completion of funding.

[1]Based on a EY valuation report in Nov 2016. The Equity Value for CBB is $99.3 – 140.6 million.

Prior to founding Clearbridge, Mr. Chen worked at Pacific Century CyberWorks Limited, the incumbent and leading telecommunications company in Hong Kong. Mr. Chen is a member of the pioneering team at PCCW and was the President of CyberWorks Ventures, the Venture Capital and direct investment arm of PCCW. Mr. Chen was also the youngest member of PCCW’s Mergers Acquisitions executive committee and was responsible for much of PCCW’s strategic expansion and many of its successful acquisitions and investments.

Mr. Chen has more than 12 years of entrepreneurship experience with start-ups, being the co-founder of 2 start-up companies with successful exits. Mr. Chen has also given talks on entrepreneurship in Hong Kong and the United States, including the Sloan School of Management at MIT. Mr. Chen is an active angel investor and was a member of the Hong Kong Science and Technology Park (HKSTP) incubator selection panel and a venture committee member of the Hong Kong Venture Capital and Private Equity Association (HKVCA). He is also currently a member of the Singapore NRF POC grant panel.

Mr. Chen is the recipient of the prestigious Sword of Honour from the Singapore Armed Forces, and holds a B.A., M.A. and M.Eng from the University of Cambridge, (U.K.).

Mr. Yee is the Executive Director and Chief Executive Officer of Clearbridge Health Limited, a healthcare company with a focus on the delivery of precision medicine in Asia. Mr. Yee founded CBMG (formerly known as Insight Medica Pte. Ltd.) in 2016 which is now part of the Clearbridge Health group.

Prior to founding CBMG, Mr. Yee was the chief executive officer from 2011-2016 of Cordlife Group Limited (CLGL:SP). He brought the company to listing on the SGX-ST in 2012, and was responsible for identifying and implementing company-wide business growth strategies and organisational structures and overseeing all aspects of the group’s growth and operating functions.

Mr. Yee obtained Master of Commerce (Finance with Banking/Management) from the University of Sydney in 1997, Master of Business Administration from the Nanyang Technological University in 2011, Master of Business Administration from the University of Chicago Booth School of Business in 2012 and Master of Arts from the Columbia University in 2016.

Mr. Yee completed the UC Berkeley – Nanyang Advanced Management Program in 2009/2010. He also received the Furama Ltd Endowed Book Prize from the Nanyang Technological University

Dr. Roelofs served as Senior Vice President at Agilent Technologies Inc., a S&P 500 company in the analytical instruments industry, as well as President of its Life Sciences Group from 2009 to 2013. He also served as the Vice President and General Manager of the Life Sciences division from 2006 to 2009. His contributions during his term at Agilent Technologies Inc., in the areas of business development, sales, manufacturing, R&D and marketing saw him play a key role in the life science business.

Prior to joining Agilent Technologies Inc., Dr. Roelofs was with Bio-Rad Laboratories, Inc., from 2005 to 2006 and served as the Life Science Group’s Group Operations Officer heading five business divisions spanning life science and food science. His time at Stratagene Corporation from 2001 to 2005 saw him serve as Senior Vice President of marketing, sales and business development for the first 2 years and as Chief Operating Officer for the last 2 years.

Professionally, Dr. Roelofs is a Global 50 Member and also a part of the Malaysian Biotechnology International Advisory Panel. He also serves on the Advisory Board of Chemical & Engineering News for the American Chemical Society Magazine from 2010 to 2013. Dr. Roelofs completed his M.S. in Organic Chemistry from Iowa State University following which he completed his PhD in Organic Chemistry from the University of Nevada, Reno.

Mr. Qian serves as the Managing Director of Flon (China) Medical Material Co., Ltd. a medical device manufacturing company in China. Until March 2013, he was the vice president, the director of public affairs and the secretary of the Board of Trauson Holdings Company Limited, a company listed on the Hong Kong Stock Exchange, which was subsequently acquired by Stryker Corp for HK$764M in cash.

He serves as a member of Changzhou Municipal Chinese People’s Political Consultative Conference (CPPCC). Mr. Qian brings with him a wealth of experience in IPO and M&A, where he was responsible for project coordination and legal affairs, along with corporate re-organisation.

Mr. Qian graduated from Simon Fraser University in Canada with both BBA and MBA degrees. He is now a registered senior economist.

Dr. Fu is a General Partner of Bioveda Capital, a venture capital firm focused exclusively on investments in healthcare and biotechnology.

She has more than ten years of clinical experience with a focus on internal medicine, and has practiced in the Singapore General Hospital, National University Hospital and in a group practice in the United States. She does investments through a family office in Kuo International Pte Ltd and is a director of Kuo Investments Ltd.

In her own personal capacity, she does angel investments in early start-up companies.

Dr. Fu received her B.S. in Biology from Columbia University, New York and her M.D. from the University of Southern California. She is certified with the American Board of Internal Medicine and is also a registered physician with the Singapore Medical Council.

Jonathan Liau joined the Clearbridge Health Limited Group as Chief Commercial Officer in August 2017 and is responsible for overseeing the commercial strategy and development of the Group.

From June 2004 to October 2004, he was a process engineer with Amigo Pharma Consulting Pte. Ltd. where he was responsible for the design of process engineering solutions for pharmaceutical and biopharmaceutical projects. From 2004 to 2013, he was with Cordlife Services (S) Pte. Ltd.(now known as Life Corporation Services (S) Pte. Ltd.), where his last held position was chief operating officer and was responsible for the overall operations of the company.

From 2013 to 2016, he was a senior director of corporate development at Cordlife Group Limited, a company listed on the SGX-ST. He was responsible for corporate development, new products and general management responsibilities in several of the group’s subsidiaries.

From 2016 to 2017, he was a vice president (investments) at EDBI Pte. Ltd., the corporate investment arm of the Singapore Economic Development Board, where he led investments and oversaw portfolio management in the medical technology and biopharmaceutical fields.

Jonathan Liau graduated with a Master of Biochemical Engineering with Bioprocess Management from the University College London in 2004 and a Master of Business Administration from the University of Chicago in 2013.

Professor Lim currently holds joint appointments at both the Departments of Bioengineering and Mechanical Engineering at the National University of Singapore (NUS). He is also a Principal Investigator at the Mechanobiology Institute as well as a Faculty Fellow of the Singapore-MIT Alliance Center for Science & Technology. Professor Lim heads the Nano Biomechanics Lab which conducts basic and applied research in the mechanobiology of human diseases as well as the development of microfluidic biochips for the detection and diagnosis of cancer.

Prof. Lim has published more than 200 peer-reviewed journal papers (including over 30 invited/review articles and 12 ISI highly cited papers), 20 book chapters and delivered more than 200 plenary/keynote/invited talks. He is currently on the editorial boards of 11 international journals. Prof. Lim is also a Council Member of the World Council for Biomechanics. He has co-founded 3 start-ups that exploit inventions that he has developed in his lab.

Prof. Lim and his team have won several research awards and honors including the Wall Street Journal Asian Innovation Award (Gold) 2012, Credit Suisse Technopreneur of the Year Award 2012, TechVenture Most Disruptive Innovation Award 2012, Asian Entrepreneurship Award (First Prize) 2012, President’s Technology Award 2011, Faculty Research Award 2011, IES Prestigious Engineering Achievement Award 2010, Tan Kah Kee Young Inventor’s Award 2009, highly cited author award as well as Best Paper and Best Poster awards in international conferences. His research was cited by the MIT Technology Review magazine as one of the top ten emerging technologies of 2006 that will “have a significant impact on business, medicine or culture”.

Dr Bhagat, COO of Clearbridge BioMedics is the inventor of the ‘Dean Flow Fractionation’ cell separation concept. He leads the design and development of our ClearCell® line of products and CTChips®. Inventor on 4 granted patents and author of over 30 peer-reviewed scientific publications, Ali’s interests lie in developing technologies and products, building teams, and taking a concept from prototype to commercial launch and revenue.

Ali received his MS (2006) and PhD (2009) in Electrical Engineering from the University of Cincinnati, USA. Following his degree, he held Associate Scientist position at Massachusetts Institute of Technology (MIT), USA. Before joining Clearbridge, Ali worked as a Research Scientist in the newly formed Biosystems and Micromechanics (BioSyM) group at the Singapore-MIT Alliance for Research and Technology (SMART) Centre, Singapore.

Investors are hereby invited to participate in this Series C Pre-IPO fund raising round for the amount of S$1,165,000 to acquire a 2.4% stake in Clearbridge BioMedics Pte. Ltd.

This offer of shares is made by Fund Singapore MedTech Pte. Ltd. (the “Company”). The Company is a private limited company limited by shares, lawfully established and operating in Singapore. The Company was incorporated by Fund Singapore Investments Pte. Ltd (“FSI”) on 8th June 2018 specifically for the purpose of investing in Clearbridge BioMedics Pte. Ltd. (the “Investee”).

The investment will be for the amount of S$1,165,000. The Investors agree and understand that the Company’s shareholding in the Investee will be two point four percent (2.4%) pro-rated in accordance with the final quantum of investment. For clarity, the structure of the investment is set out as below.

Rights of Preference Shares

(a) Dividends. Subject to the determination of the Directors, in their absolute discretion, that there are available profits of the Company for distribution by way of dividends (the “AvailableProfits”) and the approval of the Shareholders for a declaration of a distribution of dividends in respect of such Available Profits, the holders of Preference Shares (collectively the “Holders, and each a “Holder”) shall be entitled to receive one hundred percent (100%) of all such Available Profits (“Preference Dividends”). For the avoidance of doubt, the available profits of the Company shall mean all income received by the Company, after deductions for all expenses of the Company (whether operating or otherwise), and any applicable taxes.

(b) Voting rights. The Holders shall not have any voting rights or powers, or be entitled to exercise any rights as a shareholder of the Company, except as provided by law.

(c) Liquidation preference. In the event of a liquidation, dissolution or winding-up of the Company, the Holders shall be entitled to receive, on a pari passu basis as between themselves, in preference to holders of Ordinary Shares, an amount equal to one hundred percent (100%) of the issue price paid by or on behalf of the Holders at the time of issue of the Preference Share(s) (the “LiquidationAmount”), out of the net proceeds of the liquidation, dissolution or winding-up of the Company after payments to all creditors of the Company, whether secured or unsecured. If the net proceeds are insufficient to pay the Liquidation Amount, it shall be distributed to the Holders on a pro rata basis, calculated based on the number of Preference Shares held by each Holder at the material time. Thereafter, any remaining net proceeds shall be shared among all the holders of Ordinary Shares of the Company and the Holders on a pari passu For the avoidance of doubt, for the purposes of such distribution of the remaining net proceeds of the Company, one (1) Ordinary Share shall be considered as being equivalent to one (1) Preference Share, and vice versa.

(d) The Preference Shares are non-convertible and cannot be converted into Ordinary Shares at the option of the Holder or the Company.

(e) Initial Public Offering. In the event of an initial public offering of Clearbridge Biomedics Pte Ltd (the “Investment”) on the Singapore Exchange Securities Trading Limited, or any other recognised stock exchange, the Holders may each elect for such fraction of the Investment that the Holder’s Preference Shares bears to the total number of outstanding Preference Shares:

(i) to be sold at market value any time within six (6) months of the earliest date upon which the Investment may be freely disposed of, and for the proceeds thereof to be distributed to the Holder; or

(ii) to be distributed in specie to the Holder,

save that the Company shall be entitled, in priority to any Holder’s rights under this regulation, to make deductions from, or liquidate, such portion of the Investment as may in the Board’s view be reasonable to account for legal, administrative, and other expenses of the Company.

Where one (1) or more Holders elect for their fraction of the Investment to be liquidated in accordance with paragraph (e)(i) above, the Board shall be entitled to aggregate or divide the electing Holders’ share of the Investment as the Board thinks fit in order to liquidate the Investment in an orderly fashion. The proceeds to each electing Holder shall be paid within thirty (30) days of the expiry of the six (6) month period stated in paragraph (e)(i) above, calculated as follows:

Where:

AP = aggregate proceeds from the disposal of all electing Holders’ share of the Investment

I(E) = the individual electing Holder’s share of the Investment

P(I) = proceeds to individual electing Holder

T(E) = total electing Holders’ share of the Investment

Each Holder’s election in accordance with this paragraph (e) shall be made within three (3) months of the initial public offering of Clearbridge Biomedics Pte Ltd, or such later time as the Board may at its discretion specify. In the event that a Holder fails to make an election in accordance with this paragraph (e), the Board shall make such election on behalf of the Holder as the Board thinks fit, and the Holder shall be deemed to have waived all rights or claims against the Board, or the Company, in respect of the Board’s exercise of this power.

The Board may make such provisions as they think fit in the case of shares in the Investee becoming distributable in fractions (including, provisions whereby in whole or in part, fractional entitlements are aggregated and sold and the net proceeds distributed to those entitled, or are disregarded or rounded up or down).

Risks

Investment in Crowdfunding Securities like all other investments has its risk. Investors are required to consult their own financial advisers before investing.

The founders and senior management of Clearbridge BioMedics has been actively publishing research papers in the field of Circulating Tumor Cells in various journals and below is a list of some of their publications to date.

A preliminary study for the assessment of PD-L1 and PD-L2 on circulating tumor cells by microfluidic-based chip cytometry